SEC GuidanceSecurities Attorneys Transparency in the Financial Markets and the Materiality Standards Laura Anthony, Esq.November 27, 2009 The disclosure requirements at the heart of the federal securities laws involve a delicate and complex balancing act. Too little in... 029300
Insider TradingSEC GuidanceSecurities Attorneys 10b5-1 Trading Plans and Material Non-Public Information Laura Anthony, Esq.November 23, 2009 As a safe harbor from insider trading liability, Rule 10b5-1 provides that a purchase or sale of securities will not be deemed to be... 087900
Form S-8SEC Guidance Proper Use of S-8 Registration Statements Laura Anthony, Esq.November 17, 2009 A Form S-8 registration statement is popular with small business issuers because it becomes effective immediately upon filing and al... 031900
PinksheetsPublic Shell CompanyReverse MergersRule 144 Rule 144 and Pink Sheet Shells; Selling Shares Post Merger Laura Anthony, Esq.November 11, 2009 One of the most common inquiries received by securities attorneys today involves Issuers wanting to know when they and their shareho... 076500
SEC GuidanceUncategorized Responsibilities of Independent Directors Increases in Response to Sarbanes Oxley Laura Anthony, Esq.November 10, 2009 Serving as an independent director carries serious obligations and responsibilities. Following the passage of the Sarbanes Oxley... 028000
Rule 147Safe HarborsSEC GuidanceSection 3(a)(11)Securities Attorneys Securities Law Update: Intrastate Offerings Section 3(a)(11) and Rule 147 Examined Laura Anthony, Esq.November 6, 2009 Section 3(a)(11) of the Securities Act of 1933, as amended (Securities Act) provides an exemption from the registration requirements... 042900
Rule 144 SEC Rule 144: Pledged Securities, Holding Periods and Subscriptions Agreements Laura Anthony, Esq.November 5, 2009 Securities which are bona fide pledged may be tacked to the holding period of the pledgor as long as the pledge has full recourse ag... 071600
OTCBBRule 145SEC Guidance SEC Rule 145 – Registration and Resale Requirements For Securities Issued in Merger, Consolidation or Acquisition Laura Anthony, Esq.November 4, 2009 Rule 145 addresses the registration and resale requirements for securities issued in a merger, consolidation, acquisition of assets... 01.4K00
Rule 144 SEC Rule 144: Current Public Information and Reporting Requirements Laura Anthony, Esq.November 4, 2009 The current public information requirement is measured at the time of each sale of securities. That is, the Issuer, whether reporti... 043200
Regulation DRule 144Rule 144A SEC Rule 144: Resale Conditions and Exempt Transactions Laura Anthony, Esq.November 3, 2009 There are many questions regarding the application of Securities Act of 1933 (“Securities Act”) Rule 144 for the resale of securitie... 035200